Coforge Limited has announced a definitive agreement to acquire 100% of Encora, a technology services firm specializing in AI-native software engineering, from Advent International, Warburg Pincus, and other minority shareholders. The transaction is valued at US$2.35 billion and will be structured as an all-stock deal, with sellers rolling over their stakes into Coforge, reflecting confidence in the expanded entity's prospects. This acquisition is expected to create a US$2.5 billion tech services powerhouse, significantly enhancing Coforge's capabilities in AI-led engineering, data, and cloud services. Encora, with its AI-native DNA, brings a composable AI platform named AIVATM, a "Human + Agent" delivery model, and a strong presence within Fortune 500 enterprises. The acquisition is projected to boost AI-led engineering, data, and cloud services revenue to US$2 billion by FY'27. It will also substantially expand Coforge's HiTech and Healthcare verticals, with the latter gaining new AI-led solutions. Furthermore, the deal repositions Coforge with a scaled nearshore delivery capability in LATAM, boasting over 3100 delivery team members, and significantly expands its footprint in the US West and Mid-West regions, with North America business expected to jump by approximately 50% to over US$1.4 billion. The transaction's equity value is US$1.89 billion, paid through a preferential allotment resulting in Encora's shareholders holding approximately 20% of Coforge. An additional US$550 million may be raised through a bridge loan or Qualified Institutional Placement (QIP) to retire Encora's existing term loan. The agreed share price is ₹1815 per share, a premium of 8.5% to the previous day's close. The closing is anticipated within 4 to 6 months, pending shareholder and regulatory approvals. Encora's consolidated turnover was US$481 million in FY24 and US$516 million in FY25, with an estimated US$600 million for FY26E and an Adjusted EBITDA of 19%. The combined business is expected to operate at an EBIT margin of 14% post-acquisition and is not anticipated to be EPS dilutive.
